Browse EX-10 agreements

June [*], 2026

 

ARC Group Securities Acquisition I

201B

Tempe, AZ 85281

Attention: CEO

 

 

Re:

Initial Public Offering

 

Ladies and Gentlemen:

 

This letter (this “Letter Agreement”) is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) entered into by and among ARC Group Securities Acquisition I, incorporated in the Cayman Islands as an exempted company (the “Company”), and ARC Group Securities LLC, as representative (the “Representative”) of the several underwriters (each, an “Underwriter” and collectively, the “Underwriters”), relating to an underwritten initial public offering (the “Public Offering”), of up to 10,500,000 of the Company’s units (plus up to 1,575,000 units that may be purchased to cover over-allotments, if any) (the “Units”), each consisting of one of the Company’s Class A ordinary shares, par value US$0.0001 per share (the “Class A Ordinary Shares”), one right to receive one-quarter (1/4) of one Class A Ordinary Share (the “Rights”) and one

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REGISTRATION AND SHAREHOLDER RIGHTS AGREEMENT

 

THIS REGISTRATION AND SHAREHOLDER RIGHTS AGREEMENT (this “Agreement”), dated as of [●], 2026, is made and entered into by and among ARC Group Securities Acquisition I, a Cayman Islands exempted company (the “Company”), FDB I, a Cayman Islands limited liability company (the “Sponsor”), and ARC Group Securities LLC (the “Representative”) and each of the undersigned parties listed on the signature page hereto under “Holders” (each such party, together with the Sponsor and Representative and any person or entity who hereafter becomes a party to this Agreement pursuant to Section 6.2 of this Agreement, a “Holder” and collectively the “Holders”).

 

RECITALS

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RANI THERAPEUTICS, LLC

 

Nicholas M. Maestas

 

Re: Offer of Employment

 

Dear Nicholas:

 

RANI THERAPEUTICS, LLC (the “Company”) is pleased to offer you employment on the terms and conditions set forth in this letter agreement (the “Agreement”).

 

1. EMPLOYMENT BY THE COMPANY.

 

(a) Position. Your employment with the Company as Chief Financial Officer will start on June 29, 2026.

 

(b) Duties and Location. You will be responsible for duties and responsibilities as are customary for the position of Chief Financial Officer and as may be directed by the CEO of the Company, to whom you will report. You will have the authority to make design and hiring decisions that fall directly within the scope of your responsibilities as Chief Financial Officer, subject to Company policies and practices and the corporate goals, budget and directives established by the CEO and/or Board. Notwithstanding the foregoing, the CEO and/or the Board retain the ability to provide input and make decisions on design and hiring at all times. Your primary office location will be the Company’s offices

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Rani Therapeutics Holdings, Inc.

2026 Equity Inducement Plan

 

Adopted by the Board of Directors: June 28, 2026

 

General.

 

(a)

Eligible Award Recipients. The only persons eligible to receive grants of Awards under this Plan are individuals who satisfy the standards for “employment inducement grants” under Nasdaq Listing Rule 5635(c)(4) and the related guidance under Nasdaq IM-5635-1 (together with any analogous rules or guidance effective after the date hereof, the “Inducement Award Rules”). A person who previously served as an Employee or Director will not be eligible to receive Awards under the Plan, other than following a bona fide period of non-employment. Persons eligible to receive grants of Awards under this Plan are referred to in this Plan as “Eligible Employees.” Awards must be approved either by a majority of the members of the Board who qualify as “independent directors” (within the meaning of Nasdaq Listing Rule 5605(a)(2)) (“Independent Directors”) or the Compensation Committee, provided such committee is comprised solely of Independent Directors (the “Ind

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Rani Therapeutics Holdings, Inc.

2026 Equity Inducement Plan Option Agreement

As reflected by your Stock Option Grant Notice (“Grant Notice”), Rani Therapeutics Holdings, Inc. (the “Company”) has granted you an option under its 2026 Equity Inducement Plan (the “Plan”) to purchase a number of shares of Common Stock at the exercise price indicated in your Grant Notice (the “Option”). The Option is granted in compliance with Nasdaq Listing Rule 5635(c)(4) as a material inducement to you entering into employment with the Company. Capitalized terms not explicitly defined in this Agreement but defined in the Grant Notice or the Plan shall have the meanings set forth in the Grant Notice or Plan, as applicable. The terms of your Option as specified in the Grant Notice and this Option Agreement constitute your Option Agreement.

The general terms and conditions applicable to your Option are as follows:

Governing Plan Document. Your Option is subject to all the provisions of the Plan, including but not limited to the provisions in:

(a)

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AMENDMENT TO

 

QUANTUM COMPUTING INC.

 

2022 EQUITY AND INCENTIVE PLAN

 

Pursuant to Section 13 of the 2022 Equity and Incentive Plan (the “2022 Plan”) of Quantum Computing Inc. (the “Company”), the board of directors of the Company (the “Board”) hereby amends the 2022 Plan (this “Amendment”), subject to the approval of this Amendment by the Company’s stockholders. This Amendment shall be effective as of the date of such stockholder approval.

 

Section 3(a) of the 2022 Plan is hereby amended and restated in its entirety to read as follows:

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Document

Exhibit 10.34.3

GLOBAL GUARANTY AGREEMENT

This Guaranty (as amended, amended and restated, supplemented or otherwise modified from time to time, this “Guaranty”) is made as of June 26, 2026, by the entities listed on Schedule I attached hereto and any subsequent party that may join in this Guaranty (collectively, the “Guarantors”) in favor of YA II PN, LTD. (“YA II” or the “Creditor”), with respect to all obligations of BENEFICIENT, a Nevada corporation (the “Debtor”) owed to the Creditor.

RECITALS

WHEREAS, the Creditor and the Debtor have entered into an Amended and Restated Standby Equity Purchase Agreement (as amended, amended and restated, supplemented or otherwise modified from time to time, the “Agreement”) dated as of June 26, 2026, pursuant to which the Creditor shall provide advances to the Debtor (the “Pre-Paid Advances”) to be evidenced by promissory notes issued to the Creditor (the “Promissory Notes”), pursuant to and upon the terms and conditions of the Agreement, in the aggregate amount of up to $4,000,000;

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Document

Exhibit 10.34.2

RIGHT OF FIRST OFFER AGREEMENT

This Right of First Offer Agreement (this “Agreement”) is entered into as of June 26, 2026 (the “Effective Date”), by and between Beneficient (the “Company”) and Yorkville Securities, LLC (“Yorkville”).

From the date hereof until the date that is twelve (12) months from the First Pre-Advance Closing (as defined in that certain Amended and Restated Standby Equity Purchase Agreement, dated as of the date hereof, by and between the Company and YA II PN, Ltd.) (the “ROFO Period”), the Company hereby grants Yorkville a right of first offer (the “ROFO”) to participate in connection with any securities offering or capital markets financing transaction entered into or pursued by the Company during the ROFO Period in the applicable capacities described below (each, a “Future Financing”):

a.Placement Agent. Placement agent in connection with any private placement in which the Company engages a broker-dealer to place equity securities, equity-linked securities, debt securities, or debt-like securities; and

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Document

Exhibit 10.4.7

EMPLOYEE INCENTIVE AWARD AGREEMENT

This Employee Incentive Award Agreement (the “Agreement”) is entered into as of April 25, 2025 (the “Effective Date”), by and between The Beneficient Company Group, (USA), L.L.C. (including its affiliates, the “Company”) and [______________] (“You”). Subject in full to the terms and conditions set forth herein, upon execution of this Agreement by You and the Company, you will be entitled to receive an Incentive Bonus (defined below) upon each Milestone (defined below) as set forth below.

AWARD DETAILS

Subject to the terms and conditions set forth herein, for every $25 million (each such threshold, a “Milestone”) of gross proceeds the Company realizes from asset sales (up to $75 million of total gross proceeds), You shall receive a cash incentive bonus (each, an “Incentive Bonus”) in the amounts set forth below on or before the payment date of the next payroll period following reaching such Milestone.

1.First Milestone: $[_____]

2.Second Milestone: $[_____]

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Document

Exhibit 10.4.8

EMPLOYEE INCENTIVE AWARD AGREEMENT

This Employee Incentive Award Agreement (the “Agreement”) is entered into as of April 25, 2025 (the “Effective Date”), by and between The Beneficient Company Group, (USA), L.L.C. (including its affiliates, the “Company”) and [______________] (“You”). Subject in full to the terms and conditions set forth herein, upon execution of this Agreement by You and the Company, you will be entitled to receive an Incentive Bonus (defined below) upon each Milestone (defined below) as set forth below.

AWARD DETAILS

Subject to the terms and conditions set forth herein, for every $25 million (each such threshold, a “Milestone”) of gross proceeds the Company realizes from asset sales (up to $75 million of total gross proceeds), You shall receive a cash incentive bonus (each, an “Incentive Bonus”) in the amounts set forth below on or before the payment date of the next payroll period following reaching such Milestone.

1.First Milestone: $[_____]

2.Second Milestone: $[_____]

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FIRST AMENDMENT TO MEMBERSHIP INTEREST PURCHASE AND SALE AGREEMENT

This First Amendment to Membership Interest Purchase and Sale Agreement (this “Amendment”) is made and entered into as of June 26, 2026 (the “Amendment Date”), by and between CONTANGO SILVER & GOLD INC., formerly known as CONTANGO ORE, INC., a Delaware corporation (“Buyer”), and CRH FUNDING II PTE. LTD., a Singapore private limited corporation (“Seller”). Buyer and Seller sometimes are referred to in this Agreement collectively as the “Parties” and each individually as a “Party.” Capitalized terms used but not defined in this Amendment will have the meanings given to such terms in the Original MIPA (defined below).

RECITALS

WHEREAS, Buyer and Seller entered into that certain Membership Interest Purchase and Sale Agreement, dated as of August 24, 2021 (the “Original MIPA” and as amended by this Amendment, the “MIPA”);

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a101wellsfargo-globelife

Execution Version 19131563 $1,000,000,000 THIRD AMENDED AND RESTATED CREDIT AGREEMENT Dated as of June 26, 2026 among GLOBE LIFE INC., as the Borrower, TMK RE, LTD., as a Loan Party, THE LENDERS PARTY HERETO, WELLS FARGO BANK, NATIONAL ASSOCIATION, as Administrative Agent, Swing Line Lender and L/C Administrator, BANK OF AMERICA, N.A., REGIONS BANK, and TRUIST BANK, as Co-Syndication Agents _________________________ WELLS FARGO SECURITIES, LLC, BOFA SECURITIES, INC., REGIONS CAPITAL MARKETS, A DIVISION OF REGIONS BANK, and TRUIST SECURITIES, INC., as Joint Lead Arrangers and Joint Book Runners PNC BANK, NATIONAL ASSOCIATION, and KEYBANK NATIONAL ASSOCIATION, as Co-Documentation Agents

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